易通讯集团(08031) - 2024 - 中期财报

Report Overview GEM Listing Characteristics and Directors' Responsibility Statement This section outlines the GEM market's role as a listing platform for SMEs, highlighting associated high investment risks and market volatility, and affirms directors' full responsibility for the report's accuracy and completeness - GEM market positions itself as a listing platform for small and medium-sized enterprises, with higher investment risks and market volatility[3] - Company directors jointly and individually assume full responsibility for the report's information, confirming its accuracy, completeness, and non-misleading nature[3] Financial Summary For the six months ended June 30, 2024, the Group's total revenue increased by 12.3% year-on-year, but profit attributable to owners of the company decreased by 32.1%, leading to a decline in earnings per share | Metric | H1 2024 (HKD thousands) | H1 2023 (HKD thousands) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Total Revenue | 42,768 | 38,097 | Increased by approx. 12.3% | | Profit Attributable to Owners of the Company | 2,825 | 4,158 | Decreased by approx. 32.1% | | Earnings Per Share (HK cents) | 0.96 | 1.49 | Decreased by approx. 35.6% | Unaudited Interim Results Condensed Consolidated Statement of Comprehensive Income For the six months ended June 30, 2024, the company's revenue grew, but significant increases in employee benefits and other operating expenses led to a year-on-year decline in operating profit and profit for the period | Metric | H1 2024 (HKD thousands) | H1 2023 (HKD thousands) | | :--- | :--- | :--- | | Revenue | 42,768 | 38,097 | | Other Income | 6,921 | 6,537 | | Employee Benefits Expense | (35,360) | (32,805) | | Other Operating Expenses | (10,353) | (6,026) | | Operating Profit | 3,014 | 4,435 | | Profit for the Period | 2,825 | 4,158 | | Earnings Per Share (HK cents) | 0.96 | 1.49 | Condensed Consolidated Statement of Financial Position As of June 30, 2024, the Group's non-current assets slightly decreased, while current assets significantly increased due to higher fixed deposits, resulting in growth in both net current assets and total assets less current liabilities | Metric | June 30, 2024 (HKD thousands) | December 31, 2023 (HKD thousands) | | :--- | :--- | :--- | | Non-current Assets | 5,200 | 5,768 | | Current Assets | 50,841 | 49,749 | | Current Liabilities | 10,201 | 12,362 | | Net Current Assets | 40,640 | 37,387 | | Net Assets | 45,710 | 42,885 | Condensed Consolidated Statement of Changes in Equity For the six months ended June 30, 2024, total equity attributable to owners of the company increased from HKD 42,885 thousands at the beginning of the period to HKD 45,710 thousands, primarily driven by a profit for the period of HKD 2,825 thousands | Metric | June 30, 2024 (HKD thousands) | December 31, 2023 (HKD thousands) | | :--- | :--- | :--- | | Total Equity at Beginning of Period | 42,885 | 42,885 | | Profit for the Period | 2,825 | - | | Total Equity at End of Period | 45,710 | 42,885 | Condensed Consolidated Statement of Cash Flows For the six months ended June 30, 2024, net cash generated from operating activities increased, but net cash used in investing activities rose significantly, leading to a substantial decrease in cash and cash equivalents at period-end | Metric | H1 2024 (HKD thousands) | H1 2023 (HKD thousands) | | :--- | :--- | :--- | | Net Cash Generated from Operating Activities | 8,278 | 5,992 | | Net Cash Used in Investing Activities | (23,259) | (8,800) | | Net Cash Used in Financing Activities | (134) | (6,424) | | Net Decrease in Cash, Cash Equivalents and Bank Overdrafts | (15,115) | (9,232) | | Cash, Cash Equivalents and Bank Overdrafts at End of Period | 11,472 | 37,205 | Notes to Financial Information General Information The company was incorporated in the Cayman Islands on June 29, 2011, and listed on GEM of the Stock Exchange on January 9, 2012 - Company was incorporated in the Cayman Islands on June 29, 2011, and listed on GEM of the Stock Exchange on January 9, 2012[10] Basis of Preparation and Significant Accounting Policies The Group's unaudited condensed consolidated interim financial information is prepared in accordance with HKAS 34 and the GEM Listing Rules, with accounting policies consistent with the 2023 annual consolidated financial statements, and new HKFRS standards have no material impact - Financial information is prepared in accordance with HKAS 34 and GEM Listing Rules, with accounting policies consistent with 2023 annual statements[11] - Newly issued and revised HKFRS have no material impact on current and prior period results and financial position[11] Segment Information and Revenue The Group primarily operates six reportable segments: outsourced inbound/outbound customer contact services, manpower dispatch services, customer contact service centre equipment management services, financial services, and other services, with total revenue of HKD 42,768 thousands in H1 2024, predominantly from manpower dispatch services - The Group primarily operates six reportable segments, including various customer contact services, manpower dispatch, equipment management, financial services, and others[12] Segment Revenue and Results (H1 2024) In H1 2024, manpower dispatch services contributed the highest revenue of HKD 26,768 thousands, while the financial services segment achieved the highest segment results at HKD 6,182 thousands | Segment | Revenue (HKD thousands) | Results (HKD thousands) | | :--- | :--- | :--- | | Outsourced Inbound Customer Contact Services | 8,421 | 824 | | Manpower Dispatch Services | 26,768 | 1,494 | | Customer Contact Service Centre Equipment Management Services | 3,312 | 861 | | Financial Services | 12 | 6,182 | | Others | 4,255 | 976 | | Total | 42,768 | 10,337 | Segment Revenue and Results (H1 2023) In H1 2023, manpower dispatch services were also the primary revenue source, with the financial services segment achieving the highest results at HKD 4,293 thousands | Segment | Revenue (HKD thousands) | Results (HKD thousands) | | :--- | :--- | :--- | | Outsourced Inbound Customer Contact Services | 6,579 | 554 | | Manpower Dispatch Services | 23,605 | 2,245 | | Customer Contact Service Centre Equipment Management Services | 4,992 | 1,147 | | Financial Services | 1,165 | 4,293 | | Others | 1,756 | 372 | | Total | 38,097 | 8,611 | Reconciliation of Segment Results to Profit Before Tax In H1 2024, total reportable segment results amounted to HKD 10,337 thousands, and after adjustments for unallocated items, profit before tax was HKD 3,002 thousands, a decrease from the prior year period | Item | H1 2024 (HKD thousands) | H1 2023 (HKD thousands) | | :--- | :--- | :--- | | Segment Results of Reportable Segments | 10,337 | 8,611 | | Unallocated: Other Income | 172 | 903 | | Unallocated: Corporate and Other Unallocated Expenses | (7,066) | (4,515) | | Profit Before Tax | 3,002 | 4,405 | Employee Benefits Expense For the six months ended June 30, 2024, total employee benefits expense was HKD 35,360 thousands, an increase from the prior year period, primarily driven by growth in salaries and allowances | Item | H1 2024 (HKD thousands) | H1 2023 (HKD thousands) | | :--- | :--- | :--- | | Salaries and Allowances | 34,258 | 31,829 | | Pension Costs | 1,467 | 1,329 | | Total Employee Benefits Expense | 35,725 | 33,158 | | Less: Amount Capitalized | (365) | (353) | | Total | 35,360 | 32,805 | Profit Before Income Tax For the six months ended June 30, 2024, profit before tax was calculated after deducting total depreciation and amortization of HKD 839 thousands, as well as short-term lease-related expenses and research and development costs | Item | H1 2024 (HKD thousands) | H1 2023 (HKD thousands) | | :--- | :--- | :--- | | Total Depreciation and Amortization | 839 | 1,229 | | Short-term Lease Related Expenses | 1,218 | 1,559 | | Research and Development Costs | 468 | 788 | Income Tax Expense Hong Kong profits tax is provided at a rate of 16.5%, with current income tax expense for H1 2024 at HKD 177 thousands, a decrease from the prior year period, and no significant deferred tax provision - Hong Kong profits tax rate is 16.5%[18] | Item | H1 2024 (HKD thousands) | H1 2023 (HKD thousands) | | :--- | :--- | :--- | | Current Income Tax | 177 | 247 | | Deferred Income Tax | – | – | | Total | 177 | 247 | Interim Dividend The Board of Directors does not recommend the payment of any interim dividend for the six months ended June 30, 2024, consistent with the prior year period - The Board of Directors does not recommend the payment of an interim dividend for H1 2024[20] Earnings Per Share For the six months ended June 30, 2024, basic earnings per share were 0.96 HK cents, a decrease from 1.49 HK cents in the prior year period, primarily due to reduced profit attributable to owners of the company and an increased weighted average number of ordinary shares in issue | Metric | H1 2024 | H1 2023 | | :--- | :--- | :--- | | Profit Attributable to Owners of the Company (HKD thousands) | 2,825 | 4,158 | | Weighted Average Number of Ordinary Shares in Issue (shares) | 295,625,000 | 280,000,000 | | Basic Earnings Per Share (HK cents) | 0.96 | 1.49 | | Diluted Earnings Per Share | Equal to Basic Earnings | Equal to Basic Earnings | Financial Assets at Fair Value Through Profit or Loss As of June 30, 2024, the Group held unlisted equity investments of HKD 1,543 thousands, consistent with December 31, 2023, all classified as non-current assets | Item | June 30, 2024 (HKD thousands) | December 31, 2023 (HKD thousands) | | :--- | :--- | :--- | | Unlisted Equity Investments | 1,543 | 1,543 | | Total | 1,543 | 1,543 | | Analyzed as Non-current Assets | 1,543 | 1,543 | Trade and Other Receivables As of June 30, 2024, net trade receivables amounted to HKD 13,842 thousands, a decrease from December 31, 2023, primarily due to reduced receivables from multimedia customer contact services and customer contact center systems | Item | June 30, 2024 (HKD thousands) | December 31, 2023 (HKD thousands) | | :--- | :--- | :--- | | Trade Receivables | 26,314 | 30,755 | | Loans Receivable | 24,958 | 23,590 | | Less: Loss Allowance | (37,430) | (38,682) | | Trade Receivables - Net | 13,842 | 15,663 | | Other Receivables, Deposits and Prepayments - Net | 1,327 | 1,276 | | Total | 15,169 | 16,939 | Aging Analysis of Trade Receivables The Group's average credit period for sales is 30 days, and as of June 30, 2024, trade receivables over 90 days amounted to HKD 11,960 thousands, representing a significant portion - Average credit period is 30 days[26] | Aging | June 30, 2024 (HKD thousands) | December 31, 2023 (HKD thousands) | | :--- | :--- | :--- | | 0 to 30 Days | 10,848 | 6,604 | | 31 to 60 Days | 2,755 | 3,731 | | 61 to 90 Days | 751 | 1,696 | | Over 90 Days | 11,960 | 18,724 | | Total | 26,314 | 30,755 | Cash and Cash Equivalents The Group's bank cash earns interest at floating rates and is deposited with reputable banks, with cash and cash equivalents totaling HKD 11,472 thousands as of June 30, 2024 - Bank cash earns interest at floating rates and is deposited with reputable banks[26] - Cash and cash equivalents refer to bank cash deposits and cash on hand[26] Trade and Other Payables As of June 30, 2024, total trade and other payables amounted to HKD 8,177 thousands, a decrease from HKD 9,787 thousands as of December 31, 2023 | Item | June 30, 2024 (HKD thousands) | December 31, 2023 (HKD thousands) | | :--- | :--- | :--- | | Trade Payables | 1,744 | 2,218 | | Other Payables and Accrued Charges | 8,177 | 9,787 | | Total | 8,177 | 9,787 | Share Capital As of June 30, 2024, the company's authorized share capital comprised 5,000,000,000 shares with a par value of HKD 0.01 each, and its issued and fully paid share capital was 295,625,000 shares | Item | Number of Ordinary Shares | Ordinary Shares of HK$0.01 each (HKD thousands) | | :--- | :--- | :--- | | Authorized Share Capital | 5,000,000,000 | 50,000 | | Issued and Fully Paid Share Capital | 295,625,000 | 2,956 | Related Party Transactions For the six months ended June 30, 2024, the Group had property lease expense related party transactions with Sing Yue Development Limited and Fook Wu Investment Limited, while utility and cleaning expense transactions with Stan Group (Holdings) Limited and Sing Yue Development Limited ceased | Name of Related Party | Nature of Transaction | H1 2024 (HKD thousands) | H1 2023 (HKD thousands) | | :--- | :--- | :--- | :--- | | Stan Group (Holdings) Limited | Utility Expenses | – | 53 | | Sing Yue Development Limited | Cleaning Expenses | – | 150 | | Sing Yue Development Limited | Property Lease Expenses | 436 | – | | Fook Wu Investment Limited | Property Lease Expenses | 61 | 61 | Key Management Compensation For the six months ended June 30, 2024, total key management compensation amounted to HKD 243 thousands, consistent with the prior year period | Item | H1 2024 (HKD thousands) | H1 2023 (HKD thousands) | | :--- | :--- | :--- | | Salaries and Short-term Employee Benefits | 240 | 240 | | Post-employment Benefits | 3 | 3 | | Total | 243 | 243 | Contingent Liabilities As of June 30, 2024, the Group had no contingent liabilities - As of June 30, 2024, the Group had no contingent liabilities[30] Approval of Unaudited Condensed Consolidated Interim Financial Information The unaudited condensed consolidated interim financial information was approved by the Board of Directors on August 9, 2024 - Interim financial information was approved by the Board of Directors on August 9, 2024[31] Management Discussion and Analysis Business Review and Outlook The Group primarily provides comprehensive multimedia customer contact center services and system solutions; Hong Kong's economy saw moderate growth in H1 2024, but a tight labor market increased recruitment costs, while the company invests in AI for its Marvel system and remains cautiously optimistic for H2 - The Group primarily provides multimedia customer contact center services and system solutions[33] - Hong Kong's economy experienced moderate growth, but a tight labor market led to increased recruitment costs and wages, impacting profit margins[33] - The company is investing in AI technology to upgrade its Marvel customer contact center system to enhance competitiveness[33] - Management is optimistic about future growth in the local business environment, anticipating lower interest rates in H2 will boost confidence[35] Investment in an Associate The Group invested in Yuanzheng Group Limited on March 31, 2022, holding approximately 40% equity in the company, which provides asset tokenization consulting services, with the carrying amount of this investment being approximately HKD 458 thousands as of June 30, 2024 - The Group holds approximately 40% equity in Yuanzheng Group Limited, which provides asset tokenization consulting services[35] - As of June 30, 2024, the carrying amount of the investment in the associate is approximately HKD 458 thousands[35] Financial Assets at Fair Value Through Profit or Loss (FAFVTPL I & II) The Group holds two categories of financial assets at fair value through profit or loss: FAFVTPL I (Cloud Buy Limited) now has no carrying amount, while FAFVTPL II (Hong Kong Virtual Asset Exchange Limited VAX) maintains a carrying amount of HKD 1,543 thousands | Investment Description | June 30, 2024 Carrying Amount (HKD thousands) | | :--- | :--- | | Unlisted Equity Securities at Cost (FAFVTPL I) | – | | Unlisted Equity Securities at Cost (FAFVTPL II) | 1,543 | | Total | 1,543 | FAFVTPL I (Cloud Buy Limited) The Group acquired approximately 18% equity in Cloud Buy Limited in 2019, but after an impairment loss recognized in 2020, this investment had no carrying amount as of June 30, 2024 - The Group holds approximately 18% equity in Cloud Buy Limited, but due to impairment, it now has no carrying amount[36] FAFVTPL II (Hong Kong Virtual Asset Exchange Limited) The Group invested in Hong Kong Virtual Asset Exchange Limited (VAX), which is applying for Type 1 and Type 7 regulated activity licenses from the Hong Kong SFC, with the investment's carrying amount being approximately HKD 1,543 thousands as of June 30, 2024 - The Group invested in VAX, which is applying for virtual asset trading platform licenses from the Hong Kong SFC[37] - As of June 30, 2024, the VAX investment's carrying amount is approximately HKD 1,543 thousands[37] Financial Review For the six months ended June 30, 2024, the Group's total revenue increased by 12.3%, and the gross profit margin rose from 22.6% to 24.2%, but profit attributable to owners of the company decreased by 32.1% year-on-year | Metric | H1 2024 (HKD thousands) | H1 2023 (HKD thousands) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Total Revenue | 42,800 | 38,100 | Increased by approx. 12.3% | | Gross Profit Margin | 24.2% | 22.6% | Increased by 1.6 percentage points | | Profit Attributable to Owners of the Company | 2,800 | 4,200 | Decreased by approx. 32.1% | Revenue and Segment Results Details This section provides a detailed analysis of revenue, results, and gross profit margin changes across business segments, noting significant revenue growth in manpower dispatch services despite a declining gross profit margin, and a substantial drop in financial services revenue offset by increased segment results due to recovery of credit loss allowances Outsourced Inbound Customer Contact Services For the six months ended June 30, 2024, outsourced inbound customer contact services revenue increased by approximately 28% year-on-year, with both segment results and gross profit margin improving, primarily due to increased sales orders from existing customers | Metric | H1 2024 | H1 2023 | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue (HKD thousands) | 8,400 | 6,600 | Increased by approx. 28% | | Segment Results (HKD thousands) | 800 | 600 | Increased by approx. 33.3% | | Gross Profit Margin | 9.8% | 8% | Increased by 1.8 percentage points | - Revenue increase primarily due to increased sales orders from existing customers[40] Manpower Dispatch Services For the six months ended June 30, 2024, manpower dispatch services revenue increased by approximately 13.4% year-on-year, mainly due to increased demand from existing clients, but the gross profit margin declined due to higher expected credit losses | Metric | H1 2024 | H1 2023 | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue (HKD thousands) | 26,800 | 23,600 | Increased by approx. 13.4% | | Segment Results (HKD thousands) | 1,500 | 2,200 | Decreased by approx. 31.8% | | Gross Profit Margin | 5.6% | 9.5% | Decreased by 3.9 percentage points | - Revenue increase primarily due to continuous growth in demand for manpower dispatch services from existing customers[41] - Gross profit margin decline mainly due to increased expected credit losses[41] Customer Contact Service Centre Equipment Management Services For the six months ended June 30, 2024, customer contact service centre equipment management services revenue decreased by approximately 33.7% year-on-year, primarily due to reduced customer service demand, but the gross profit margin increased due to a lower proportion of lower-margin services | Metric | H1 2024 | H1 2023 | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue (HKD thousands) | 3,000 | 5,000 | Decreased by approx. 33.7% | | Segment Results (HKD thousands) | 900 | 1,100 | Decreased by approx. 18.2% | | Gross Profit Margin | 26% | 23% | Increased by 3 percentage points | - Revenue decrease primarily due to reduced customer service demand[42] - Gross profit margin increase primarily due to a lower proportion of lower-margin services[42] Financial Services For the six months ended June 30, 2024, financial services revenue significantly declined to HKD 10 thousands, mainly due to the sale of securities and asset management-related consulting services; however, segment results substantially increased due to the recovery of expected credit loss allowances for financial assets | Metric | H1 2024 | H1 2023 | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue (HKD thousands) | 10 | 1,200 | Substantially decreased | | Segment Results (HKD thousands) | 6,200 | 4,300 | Increased by approx. 44.2% | | Gross Profit Margin | 49,457.6% | 368.7% | Substantially increased | - Revenue decline primarily due to the sale of securities and asset management-related consulting services[43] - Segment results increase attributed to the recovery of expected credit loss allowances for financial assets[43] Other Services For the six months ended June 30, 2024, revenue from other services related to Weis increased by approximately 138.9% year-on-year, with gross profit also significantly rising, primarily due to increased demand for services | Metric | H1 2024 | H1 2023 | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Revenue (HKD thousands) | 4,300 | 1,800 | Increased by approx. 138.9% | | Gross Profit (HKD thousands) | 1,000 | 300 | Increased by approx. 233.3% | - Gross profit increase primarily due to increased demand for Weis-related other services[44] Other Income For the six months ended June 30, 2024, other income increased by approximately 6.2% year-on-year, primarily due to the recovery of expected credit loss allowances for financial assets | Metric | H1 2024 (HKD thousands) | H1 2023 (HKD thousands) | Year-on-Year Change | | :--- | :--- | :--- | :--- | | Other Income | 6,900 | 6,500 | Increased by approx. 6.2% | - Other income significantly increased due to the recovery of expected credit loss allowances for financial assets[45] Other Operating Expenses Other operating expenses primarily include expected credit losses, auditor's remuneration, insurance, legal and professional fees, short-term lease and rates-related expenses, repairs and maintenance, subcontracting expenses, telephone expenses, travel, entertainment, and utilities - Other operating expenses cover expected credit losses, audit fees, insurance, legal and professional fees, lease and rates, repairs, subcontracting, telephone, travel, entertainment, and utilities[46] Profit Attributable to Owners of the Company For the six months ended June 30, 2024, profit attributable to owners of the company was HKD 2,800 thousands, a decrease from HKD 4,200 thousands in the prior year period, primarily due to increased expected credit losses on financial assets | Metric | H1 2024 (HKD thousands) | H1 2023 (HKD thousands) | | :--- | :--- | :--- | | Profit Attributable to Owners of the Company | 2,800 | 4,200 | - Profit decrease primarily due to increased expected credit losses on financial assets[47] Corporate Governance and Other Information Corporate Governance For the six months ended June 30, 2024, the company complied with all code provisions of the Corporate Governance Code in Appendix C1 of the GEM Listing Rules - The company complied with all provisions of the Corporate Governance Code in Appendix C1 of the GEM Listing Rules[48] Code of Conduct for Securities Transactions by Directors The company has adopted a code of conduct for directors' securities transactions no less exacting than the GEM Listing Rules, and all directors and former directors confirmed compliance during the review period - The company adopted a code of conduct for directors' securities transactions, and all directors confirmed compliance[49] Share Option Scheme For the six months ended June 30, 2024, no share options were granted, exercised, lapsed, or cancelled under the share option scheme adopted on May 4, 2021 - In H1 2024, no share options were granted, exercised, lapsed, or cancelled under the share option scheme[50] Directors' Rights to Acquire Shares Except for the share option scheme, for the six months ended June 30, 2024, neither the company nor any associated corporation was involved in any arrangements enabling directors to benefit from purchasing shares or debentures, nor did any director, their spouse, or minor children hold or exercise rights to subscribe for company shares or debentures - Excluding the share option scheme, directors and their associates had no arrangements or rights to benefit from purchasing shares or debentures[51] Non-Competition Undertaking Mr. Tang Sing Bor (deceased), Chairman and Non-executive Director, Mr. Tang Yiu Sing, Chief Executive Officer and Executive Director, and other associated parties (collectively, the "Covenantors") entered into a non-competition deed, undertaking not to engage in restricted businesses competing with the Group's operations, and must disclose any new business opportunities to the company - The Covenantors, including Mr. Tang Sing Bor, Mr. Tang Yiu Sing, and associated companies, entered into a non-competition deed[52] - The Covenantors undertake not to engage in restricted businesses that compete with the Group's existing operations[52] - The Covenantors must promptly inform the company in writing of any new business opportunities and grant the company a first right of investment[53] Directors' Interests in Competing Business For the six months ended June 30, 2024, other than interests disclosed in the non-competition undertaking, no director or substantial shareholder of the company had any interest in a business competing or likely to compete with the Group's business, nor any other conflicts of interest - Excluding disclosed non-competition undertakings, no directors or substantial shareholders had other competing business interests or conflicts of interest[54] Directors' and Chief Executives' Interests in Shares, Underlying Shares and Debentures of the Company and/or its Associated Corporations As of June 30, 2024, Mr. Tang Yiu Sing, Chief Executive Officer and Executive Director, held a long position of 210,000,000 shares in the company, representing 71.04% of the issued share capital, through his capacity as executor of the will of the late Mr. Tang Sing Bor | Name | Capacity | Nature of Interest | Number of Shares Held | Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | :--- | | Tang Yiu Sing | Executor or Administrator of the Will of the late Mr. Tang Sing Bor | Corporate Interest | 210,000,000 | 71.04% | - Other than the above disclosure, no other directors and/or chief executives held disclosable interests in shares or underlying shares[57] Major Shareholders' Interests in Shares and/or Underlying Shares of the Company As of June 30, 2024, Man Shing Tat Enterprises Limited beneficially owned 71.04% of the company's shares, while Pine Care Group Limited and its associated companies held 5.29% of shares through convertible bond conversion | Name/Company Name | Capacity | Number of Shares Held | Approximate Percentage of Issued Share Capital | | :--- | :--- | :--- | :--- | | Tang Yiu Man | Co-executor of the Will of the late Mr. Tang Sing Bor | 210,000,000 | 71.04% | | Man Shing Tat Enterprises Limited | Beneficial Owner | 210,000,000 | 71.04% | | Pine Care Group Limited | Interest in Controlled Corporation | 15,625,000 | 5.29% | | Pine Care Optima Limited | Beneficial Owner | 15,625,000 | 5.29% | | Sum Ming Limited | Interest in Controlled Corporation | 15,625,000 | 5.29% | | Chong Yat Kit | Co-executor and Individual Administrator of the Estate of Sum Ming Limited | 15,625,000 | 5.29% | | Wong Tak Wai | Co-executor and Individual Administrator of the Estate of Sum Ming Limited | 15,625,000 | 5.29% | - Pine Care Optima Limited's interest arose from the conversion of convertible bonds[65] Audit Committee The Audit Committee has reviewed the Group's unaudited interim results for the six months ended June 30, 2024, confirming that accounting policies comply with Hong Kong Generally Accepted Accounting Principles, Stock Exchange, and legal requirements, and that adequate disclosures have been made - The Audit Committee reviewed the interim results, confirming accounting policies comply with relevant regulations and are adequately disclosed[66] Pre-Emptive Rights There are no pre-emptive rights provisions in the company's articles of association or Cayman Islands law requiring the company to offer new shares pro-rata to existing shareholders - The company's articles or Cayman Islands law contain no pre-emptive rights clauses requiring pro-rata new share offerings to existing shareholders[66] Purchase, Sale or Redemption of the Company's Listed Securities For the six months ended June 30, 2024, neither the company nor any of its subsidiaries redeemed, purchased, or sold any of the company's listed securities - In H1 2024, neither the company nor its subsidiaries redeemed, purchased, or sold any listed securities[66] Board Approval and Composition This report was approved by the Board of Directors on August 9, 2024; as of the report date, the Board comprises one executive director (Mr. Tang Yiu Sing) and three independent non-executive directors (Mr. Wong Kam Tai, Ms. Kwong Yuk Ying, and Ms. Tsang Lai Mui) - This report was approved by the Board of Directors on August 9, 2024[67] - The Board of Directors consists of one executive director and three independent non-executive directors[67]